Softcat (SCT) M&A announcement summary

Deal rationale and strategic fit

• Acquisition of a leading US IT solutions provider accelerates global expansion, especially in the US, and aligns with the strategy to enhance multinational service capabilities and global relevance.

• GDT was selected for its strong cultural alignment, proven leadership, and complementary capabilities in networking, data center, AI infrastructure, and cybersecurity.

• The deal broadens the customer proposition, increases competitiveness in both UKI and US markets, and creates a unique global offering for end-to-end infrastructure solutions.

• Access to a mature engineering talent pool in India enhances 24/7 service delivery and operational scalability for global customers.

• Both companies share a people-first, customer-centric ethos, ensuring strong cultural fit and smooth collaboration.

Financial terms and conditions

• Purchase price is $1,050m (£785m/GBP 1.05bn), all-cash, on a cash and debt-free basis, funded by £100m cash, £100m term loan, £450m RCF, and £350m equity placing.

• Implied EV/EBITDA multiple of 13.1x (Dec 2026).

• GDT forecast for FY 2026: $240 million gross profit, $80 million adjusted EBITDA.

• Accounting policy alignment will reduce FY 2026 GP and EBITDA by GBP 10 million, with growth rates increasing over the next three years.

• Net debt leverage expected at 1.3x on closing, with a target to fall below 1x by July 2028.

Synergies and expected cost savings

• Value creation expected from cross-selling, expanded multinational sales, and enhanced global fulfillment, with minimal customer overlap.

• Vendor synergies anticipated through deeper relationships and co-funding opportunities.

• Bangalore/Bengaluru operation offers scalable service delivery and talent pool for both US and UK markets.

• No immediate plans for cost-cutting or redundancies; focus is on growth and value creation through collaboration.